"On August 15, 2009, Leadis Technology, Inc., a Delaware corporation (“Leadis”), entered into an Asset Purchase Agreement (the “Agreement”) with IXYS CH GMBH (“IXYS”) pursuant to which IXYS agreed to acquire certain assets related to Leadis’s LED driver and controller business and certain legacy display driver products (the “Assets”). Upon the terms and subject to the conditions of the Agreement, as consideration for the Assets, IXYS agreed to (i) pay Leadis $3.5 million in cash (the “Cash Consideration”) and (ii) assume specified liabilities related to the Assets. At the closing of the transaction (the “Closing”), IXYS will pay Leadis $2.625 million of the Cash Consideration, with the remainder of the Cash Consideration to be paid six months after the Closing. The amount of Cash Consideration payable for the Assets is subject to increase based upon the amount of inventory of certain display driver products transferred to IXYS at the time of the Closing. IXYS also will offer employment to certain employees that were employed in Leadis’ LED driver and controller business (the “Employees”). Leadis expects to complete the transaction in the current quarter.
The Agreement includes customary representations, warranties and covenants of Leadis and IXYS. The Agreement contains an indemnity by Leadis for breaches of representations, warranties and covenants made by it in connection with the transaction. Completion of the transaction is subject to the satisfaction of customary closing conditions, including, among other matters, (i) execution and delivery of specified ancillary agreements, (ii) accuracy of the representations and warranties and compliance with the covenants set forth in the Agreement, (iii) the absence of any material adverse change with respect to the Assets, Leadis’s LED business or the legacy display driver products, and (iv) the acceptance of employment with IXYS by certain of the Employees. Either party may terminate the Agreement, subject to certain exceptions, in the event of an uncured material breach by the other party or if the Closing has not occurred by specified dates."
